NGB Holdings Limited - Period Ending 2021-09-30

NGB Holdings Limited

Contents

Company Information	1
Balance Sheet	2
Notes to the Unaudited Financial Statements	3 to 7

NGB Holdings Limited

Company Information

Directors

J A Bermingham N A P Bermingham S A J G Bermingham

Registered office

Staverton Court Staverton Cheltenham Gloucestershire GL51 0UX

Accountants

Hazlewoods LLP Staverton Court Staverton Cheltenham Gloucestershire GL51 0UX

NGB Holdings Limited

(Registration number: 10038692)
Balance Sheet as at 30 September 2021

	Note	30 September 2021  £	30 September 2020  £
Fixed assets
Investments	4	301,000	301,000
Current assets
Debtors	5	-	400,000
Cash at bank and in hand		596,773	330,632
		596,773	730,632
Creditors: Amounts falling due within one year	6	(228,494)	(225,680)
Net current assets		368,279	504,952
Net assets		669,279	805,952
Capital and reserves
Called up share capital		301,000	301,000
Profit and loss account		368,279	504,952
Total equity		669,279	805,952

For the financial year ending 30 September 2021 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

•	The members have not required the company to obtain an audit of its accounts for the year in question in accordance with section 476; and
•	The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime and the option not to file the Profit and Loss Account has been taken.

Approved and authorised by the Board on 27 June 2022 and signed on its behalf by:
 

J A Bermingham Director

NGB Holdings Limited

Notes to the Unaudited Financial Statements for the Year Ended 30 September 2021

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
Staverton Court
Staverton
Cheltenham
Gloucestershire
GL51 0UX

The principal place of business is:
Morringham Yard
104 Prestbury Road
Cheltenham
Gloucestershire
GL52 2DJ

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.

Basis of preparation

These financial statements have been prepared using the historical cost convention except for, where disclosed in these accounting policies, certain items that are shown at fair value.

The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest Pound.

Group accounts not prepared

The company has taken advantage of the exemption in section 398 of the Companies Act 2006 from the requirement to prepare consolidated financial statements, on the grounds that it is a small group.

Critical accounting judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

Judgements

No significant judgements have been made by management in preparing these financial statements.

NGB Holdings Limited

Notes to the Unaudited Financial Statements for the Year Ended 30 September 2021

Key sources of estimation uncertainty

No key sources of estimation uncertainty have been identified by management in preparing these financial statements other than those detailed in these accounting policies.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the company.

The company recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the entity and specific criteria have been met for each of the company's activities.

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in the Profit and Loss Account, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income.

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.

Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar expenses.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividends

Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

NGB Holdings Limited

Notes to the Unaudited Financial Statements for the Year Ended 30 September 2021

Financial instruments

Classification
Financial instruments are classified and accounted for according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the company is presented as a liability on the Balance Sheet. The corresponding dividends relating to the liability component are charged as interest expenses in the Profit and Loss Account.

 Recognition and measurement
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

 Impairment
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.

A non financial asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.

The recoverable amount of goodwill is derived from measurement of the present value of the future cash flows of the cash-generating units ('CGUs') of which the goodwill is a part. Any impairment loss in respect of a CGU is allocated first to the goodwill attached to that CGU, and then to other assets within that CGU on a pro-rata basis.

Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised. Where a reversal of impairment occurs in respect of a CGU, the reversal is applied first to the assets (other than goodwill) of the CGU on a pro-rata basis and then to any goodwill allocated to that CGU.

For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

3

Staff numbers

The average number of persons employed by the company (including directors) during the year, was as follows:

	Year ended 30 September 2021  No.	1 April 2019 to 30 September 2020  No.
Average number of employees	3	3

NGB Holdings Limited

Notes to the Unaudited Financial Statements for the Year Ended 30 September 2021

4

Investments

	2021 £	2020 £
Investments in subsidiaries	301,000	301,000

Subsidiaries	£
Cost
At 1 October 2020	301,000
At 30 September 2021	301,000
Carrying amount
At 30 September 2021	301,000
At 30 September 2020	301,000

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking	Country of incorporation	Holdings	Proportion of voting rights and shares held
			2021	2020
Subsidiary undertakings
NGB (Cheltenham) Limited	England & Wales	Ordinary A, B, C and redeemable preference shares	100%	100%

5

Debtors

	30 September 2021  £	30 September 2020  £
Other debtors	-	400,000
Total current trade and other debtors	-	400,000

NGB Holdings Limited

Notes to the Unaudited Financial Statements for the Year Ended 30 September 2021

6

Creditors

	Note	30 September 2021  £	30 September 2020  £
Due within one year
Loans and borrowings	7	85,313	178,802
Amounts due to related parties	8	127,362	24,000
Accrued expenses		1,715	2,065
Corporation tax liability		14,104	20,813
		228,494	225,680

7

Loans and borrowings

	Note	2021 £	2020 £
Current loans and borrowings
Other borrowings	8	85,313	178,802

8

Related party transactions

Summary of transactions with subsidiaries

At the balance sheet date the company owed £127,362 to a subsidiary company (2020 - £24,000). There are no fixed repayment terms and no interest is charged on the outstanding balance.

Transaction with directors

At the balance sheet date the company owed the directors of the company £85,313 (2020 - £178,802). There are no fixed repayment terms and no interest is charged on the outstanding balance.
 

9

Share capital

Allotted, called up and fully paid shares

	30 September 2021		30 September 2020
	No.	£	No.	£
Ordinary A shares of £1 each	800	800	800	800
Ordinary B shares of £1 each	100	100	100	100
Ordinary C shares of £1 each	100	100	100	100
Redeemable preference shares of £1 each	300,000	300,000	300,000	300,000
	301,000	301,000	301,000	301,000

Ordinary shares
The different classes of ordinary shares referred to above carry separate rights to dividends but, in all other aspects rank pari passu.

Redeemable preference shares

The redeemable preference shares are redeemable at the option of the company. They are redeemable at £1 per share and carry no voting rights.